Amerant Bancorp (AMTB) CFO logs RSU vesting and tax share surrender

Rhea-AI Filing Summary

Amerant Bancorp Inc. Senior Executive Vice President and Chief Financial Officer Sharymar Calderon reported equity-award activity involving restricted stock units and Class A Common Stock. On February 18, 2026, 2,490 restricted stock units were exercised, converting into 2,490 shares of Class A Common Stock at a price of $0.00 per share.

In connection with this vesting, 607 shares of Class A Common Stock were surrendered at $22.38 per share to satisfy Ms. Calderon’s tax withholding obligation. After these transactions, she directly owned 17,230.85 shares of Class A Common Stock and 4,981 restricted stock units. A prior award granted on February 18, 2025 covers these RSUs, which vest in substantially equal installments over three years, subject to continued service.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Calderon Sharymar

(Last) (First) (Middle)

C/O AMERANT BANCORP INC.

220 ALHAMBRA CR.

(Street)

CORAL GABLES FL 33134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Amerant Bancorp Inc. [ AMTB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP - Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	02/18/2026		M		2,490	A	$0(1)	17,837.85	D
Class A Common Stock	02/18/2026		F		607(2)	D	$22.38	17,230.85	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units LTI 2025	$0(1)	02/18/2026		M			2,490	(3)	(3)	Class A Common Stock	2,490	$0	4,981	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") is the economic equivalent of one share of Class A Common Stock.

2. Reflects the shares of Class A Common Stock that were surrendered in order to satisfy the reporting person's tax withholding obligation upon the vesting of RSUs.

3. On February 18, 2025, Ms. Calderon was awarded 7,471 RSUs, each representing the right to receive, following vesting, one share of Class A Common Stock. The award vests in substantially equal installments on each of the first three anniversaries of the date of grant, provided that Ms. Calderon remains in the continuous service of the Company or a subsidiary through each such date.

Remarks:

	/s/ Julio V. Pena, as Attorney-in-Fact for Sharymar Calderon	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did AMTB CFO Sharymar Calderon report on this Form 4?

Sharymar Calderon reported RSU vesting and related share activity. She exercised 2,490 restricted stock units into 2,490 Class A Common shares, then surrendered 607 shares at $22.38 each to cover tax withholding obligations tied to that vesting event.

How many Amerant Bancorp (AMTB) shares does the CFO own after these transactions?

After the reported transactions, Sharymar Calderon directly owns 17,230.85 shares of Amerant Bancorp Class A Common Stock. She also holds 4,981 restricted stock units, each economically equivalent to one share, reflecting her continuing equity-based compensation position.

What type of equity award did AMTB grant to the CFO related to these transactions?

The transactions relate to restricted stock units under a long-term incentive award. On February 18, 2025, Ms. Calderon was granted 7,471 RSUs, each representing the right to receive one Class A Common share upon vesting, subject to continued service with the company.

How do the Amerant Bancorp (AMTB) RSUs vest for the CFO?

The 7,471 restricted stock units vest in substantially equal installments on each of the first three anniversaries of the February 18, 2025 grant date. Vesting requires that Ms. Calderon remain in continuous service with Amerant Bancorp or a subsidiary through each scheduled vesting date.

Why were 607 Amerant Bancorp (AMTB) shares surrendered by the CFO?

The 607 Class A Common shares were surrendered to satisfy Ms. Calderon’s tax withholding obligation arising from RSU vesting. Instead of paying cash, shares valued at $22.38 each were withheld to cover the required tax liability on the equity award.

Does this AMTB Form 4 indicate an open-market purchase or sale by the CFO?

The filing shows a derivative exercise and tax-withholding disposition, not open-market trades. RSUs were converted into 2,490 common shares at $0.00, and 607 shares were then withheld to pay taxes, consistent with standard equity compensation settlement mechanics.